Altius Renewable Royalties Corp. (ARR) Earnings Call Transcript & Summary

Ladies and gentlemen, welcome to the Annual General Meeting of Altius Renewable Royalties Corp. Please note that this meeting is being recorded. I would like to introduce Earl Ludlow, Chair of the Board of Directors of Altius Renewable Royalties Corp. Mr. Ludlow, please go ahead.

Good afternoon, everyone. I'm Earl Ludlow, Chair of the Board of Directors of Altius Renewable Royalties Corp. And welcome to our Annual General Meeting which is being conducted virtually. I would like to take this opportunity to briefly introduce the structure of the company. As you may know, ARR is 58% owned by Altius Minerals, a TSX-listed company. ARR itself owns 50% of an operating entity, Great Bay Renewables in a joint venture with Apollo Funds. It is through this joint venture that the company makes its investment in the renewable energy market. The key role of the ARR Board is to provide oversight to capital allocation decisions and to provide guidance on strategy, short- and long-term goals and to monitor the company's progress in achieving its objectives. I want to take this opportunity to thank the directors of ARR for their work over a very active 2022. Some of our directors are on this call today. And also with me on the call are Brian Dalton and Frank Getman, CEO of ARR and Great Bay Renewables, respectively. And Frank will also receive questions following my formal remarks from webcast attendees or shareholders who have attended in person. Flora Wood, Corporate Secretary of ARR, and Ben Lewis, CFO of ARR are also present. And now I will address the formal items of the meeting. Welcome, everyone. The meeting will now come to order. We have the following matters of business to conduct today: first, the presentation of the audited financial statements for the year ended December 31, 2022; secondly, the election of 5 directors; thirdly, the reappointment of Deloitte LLP as the corporation's auditors; and fourthly, the approval of the nonbinding advisory vote on executive compensation, commonly known as Say on Pay. I will now turn to the appointment of the secretary and the scrutineer. I will ask our corporate secretary, Flora Wood, to act as secretary of the meeting and Christopher de Lima of TSX Trust Company to act as scrutineer of this meeting. In order to ensure that the meeting covers all the business items within a reasonable period of time, we have prearranged with ARR's CFO and Corporate Secretary, being Ben Lewis and Flora Wood, respectively, to move and second certain resolutions. This procedure is not an attempt to discourage participation but merely a way to expedite proceedings in a virtual environment. Only registered shareholders or duly appointed proxy holders will be able to vote at this meeting. But if you are a nonregistered shareholder or a guest, you will be able to ask questions by clicking on Ask a Question, which is on the left side of your screen. Questions will be read and addressed. We have previously mailed the meeting materials and the financial statements of the corporation for the year ended December 31, 2022, and the auditor's report thereon. I direct that copies of the documents mailed to the shareholders be kept by the secretary with the minutes of this meeting. If there is no objection, the reading of the notice of meeting will be dispensed with. Pursuant to the bylaws of the corporation, business may be transacted at this meeting if not less than 2 holders are personally present, owning or representing by proxy not less than 5% of the shares entitled to be voted at the meeting. I have received the preliminary scrutineer's report and it shows that there are 76 shareholders personally present or represented by proxy at the meeting, representing 26,871,608 common shares or 87.295% of the shares entitled to be voted at the meeting. I confirm that there is a quorum of shareholders present at the meeting, and I direct that the scrutineer's report be annexed to the minutes of this meeting as a schedule. I now declare that the meeting is called and properly established for the transaction of business. I'm advised by the secretary that the preliminary voting results indicate that each of the resolutions to be voted on at the meeting has received support from 99.9% of votes cast. To my knowledge, the decision of the meeting will be in favor of each resolution to be considered. We will conduct a vote on each resolution before the meeting today virtually. After the meeting concludes, a press release will be disseminated announcing the voting results for each of the motions and will be filed on SEDAR. At this time, I will ask TSX Trust to please open the platform for voting on all resolutions. While I will review each matter for voting individually, shareholders who have accessed the voting platform and have not already voted their shares are free to vote on any of the resolutions by clicking on the voting button on the left of your screen. The results will be tabulated accordingly. The first item of business is the presentation to shareholders of the financial statements of the corporation for the fiscal year ended December 31, 2022, and the auditor's report therein. A copy of the financial statements have been mailed to each registered shareholder. The 2022 results were also publicly disseminated through the company's filings on SEDAR. With the consent of the meeting, the reading of the auditor's report will be dispensed with and the financial statements are tabled. Voting is open on your screen. To vote, please click on the voting icon on the left side of the screen. Based on the votes received by proxy, it is expected that this resolution will be approved. [Voting]

The next item of business is the election of directors, and I believe Ben Lewis has a motion with respect to the election of directors.

I nominate Earl Ludlow, Karen Clarke-Whistler, David Bronicheski, Anna El-Erian, and André Gaumond to hold office until the next annual election of directors or until their successors are elected or appointed, subject to the provisions of the Business Corporations Act of Alberta and the bylaws of the corporation.

I second the nominations.

The next item of business is the appointment of the auditors of the corporation. And I believe Ben Lewis has a motion in this connection.

I move that Deloitte LLP Canada, Chartered Professional Accountants, be appointed auditors of the corporation until the next annual meeting or until their successors are appointed and that their remuneration, as such, be fixed by the Board of Directors.

I second the motion.

Voting is open on your screen. And based on the votes received by proxy, it is expected that these resolutions will be approved. To vote, please click on the voting icon on the left side of your screen. The polls will now be open for 30 seconds. [Voting]

I ask that TSX Trust now close the polls. I declare the motion to appoint Deloitte LLP Canada, Chartered Accountants as the auditor of the corporation at a remuneration to be fixed by the Board carried. With respect to the election of directors, each nominee has received a majority of yes votes, and I declare them duly elected to act as directors of the corporation until the next annual election of directors or until their successors are elected or appointed, subject to the provisions of the Business Corporations Act and the bylaws of the corporation. Finally, with respect to the motion approving a nonbinding advisory basis the approach to executive compensation, this motion received a majority of favorable votes and I declare it carried. Are there any questions from the floor?

Mr. Ludlow, there are no questions.